Maintenance Agreement (UK)
MAINTENANCE AGREEMENT
This Maintenance Agreement (the "Agreement") is entered into on [Agreement Date] between:
SERVICE PROVIDER
[Provider Name], of [Provider Address] [Provider Company Number] (the "Service Provider"); and
CLIENT
[Client Name], of [Client Address] (the "Client").
Together referred to as the "Parties".
BACKGROUND
The Service Provider is in the business of providing maintenance and repair services. The Client wishes to engage the Service Provider to carry out maintenance services in respect of [Maintenance Subject] located at [Maintenance Location], and the Service Provider agrees to provide such services on the terms set out in this Agreement.
SERVICES
1.1 The Service Provider shall provide the following maintenance services (the "Services") to the Client:
[Services Description]
1.2 Planned preventive maintenance visits shall be carried out [Maintenance Frequency] at [Maintenance Location] or at such other times as the Parties may agree in writing.
1.3 The Service Provider shall carry out all Services with reasonable care and skill and in accordance with generally accepted professional standards, as required by section 13 of the Supply of Goods and Services Act 1982.
RESPONSE TIMES
2.1 In the event of a reactive maintenance call-out, the Service Provider shall use reasonable endeavours to respond within the following target times from receipt of the Client's notification:
- Emergency (risk to safety or total loss of critical service): [Emergency Response Time]
- Urgent (significant impact on operations): [Urgent Response Time]
- Routine (non-urgent fault): [Routine Response Time]
2.2 These response times are targets only and are not guaranteed. The Service Provider shall notify the Client promptly if it is unable to meet a response time target and shall use reasonable endeavours to attend as soon as practicable.
TERM AND RENEWAL
3.1 This Agreement shall commence on [Start Date] and shall continue for an initial period of [Contract Duration] (the "Initial Term"), unless terminated earlier in accordance with clause 7.
3.2 After the Initial Term, this Agreement shall automatically renew for successive periods of twelve (12) months unless either Party gives written notice of its intention not to renew at least [Notice Period] before the end of the then-current term.
FEES AND PAYMENT
4.1 In consideration of the Services, the Client shall pay the Service Provider an annual maintenance fee of £[Annual Fee] (plus VAT at the prevailing rate), payable [Payment Frequency].
4.2 In addition to the annual maintenance fee, the Service Provider may charge a call-out fee of £[Call-Out Charge] (plus VAT) for each reactive call-out visit attended.
4.3 All invoices are due for payment within 30 days of the invoice date. Interest may be charged on overdue amounts at the rate prescribed by the Late Payment of Commercial Debts (Interest) Act 1998.
4.4 Any parts, materials, or specialist subcontractor costs required to complete repair works shall be charged to the Client at cost plus a handling charge of 10%, unless otherwise agreed in writing.
CLIENT OBLIGATIONS
5.1 The Client shall: (a) provide the Service Provider with safe and reasonable access to the maintenance site at all agreed times; (b) promptly notify the Service Provider of any faults, defects, or incidents requiring attention; (c) not carry out or permit any work on the maintained equipment or systems that may affect the Service Provider's ability to perform the Services; (d) ensure that all relevant health and safety information relating to the site is provided to the Service Provider prior to the commencement of any works.
INSURANCE
6.1 The Service Provider shall at all times during the term of this Agreement maintain: (a) public liability insurance with a minimum limit of £[Public Liability Amount] per occurrence; (b) employers' liability insurance as required by the Employers' Liability (Compulsory Insurance) Act 1969.
6.2 The Service Provider shall, upon request, provide the Client with evidence of such insurance cover.
TERMINATION
7.1 Either Party may terminate this Agreement by giving not less than [Notice Period] written notice to expire at the end of the Initial Term or any renewal period.
7.2 Either Party may terminate this Agreement immediately upon written notice if the other Party: (a) commits a material breach of this Agreement which is not remedied within 30 days of written notice requiring remedy; or (b) becomes insolvent, enters administration, makes a voluntary arrangement with creditors, or has a winding-up order made against it.
LIABILITY
8.1 Nothing in this Agreement shall limit or exclude either Party's liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be limited or excluded by law.
8.2 Subject to clause 8.1, the Service Provider's total aggregate liability to the Client under or in connection with this Agreement shall not exceed the total fees paid by the Client in the twelve months preceding the claim.
8.3 Neither Party shall be liable to the other for any indirect, consequential, or special loss, loss of profit, loss of revenue, or business interruption, howsoever arising.
GENERAL
9.1 This Agreement constitutes the entire agreement between the Parties in relation to its subject matter and supersedes all prior agreements and understandings.
9.2 No variation to this Agreement shall be effective unless made in writing and signed by both Parties.
9.3 This Agreement is governed by the laws of [Governing Law] and the Parties submit to the exclusive jurisdiction of the courts of [Governing Law].
9.4 The Contracts (Rights of Third Parties) Act 1999 shall not apply to this Agreement.
SIGNED by the duly authorised representatives of the Parties:
SERVICE PROVIDER
Signed: ____________________________
Name: ____________________________
Title: ____________________________
For and on behalf of: [Provider Name]
Date: ____________________________
CLIENT
Signed: ____________________________
Name: ____________________________
Title: ____________________________
For and on behalf of: [Client Name]
Date: ____________________________
Service Provider
________________
Signature
Date: ________________
Client
________________
Signature
Date: ________________
What Is a Maintenance Agreement (UK)?
A Maintenance Agreement in the United Kingdom sets the services to be provided, the fees, the timetable, and each side's responsibilities for the engagement, under the framework of the Supply of Goods and Services Act 1982.
At its most basic, a Maintenance Agreement defines the scope of services — what is to be maintained, how often, and to what standard — and the commercial terms on which those services are provided. However, a well-drafted agreement goes considerably further, addressing service level obligations, call-out procedures, the allocation of risk, insurance requirements, compliance with statutory obligations, and the rights of the parties in the event of default or early termination.
The Supply of Goods and Services Act 1982 implies a number of statutory terms into every contract for the provision of services in England and Wales. In particular, section 13 of the Act implies a term that the service will be carried out with reasonable care and skill; section 14 implies that where no time for performance is agreed, the service will be carried out within a reasonable time; and section 15 implies that where no price is agreed, a reasonable charge will be paid. These implied terms provide a baseline of protection for the client but cannot substitute for a clearly drafted agreement that sets out the specific obligations of the maintenance provider.
Where the client is a consumer (an individual acting outside the course of their trade, business, or profession), the Consumer Rights Act 2015 applies instead of the 1982 Act in relation to certain implied terms. The CRA 2015 provides additional consumer protections, including the right to a repeat performance or a price reduction if the service is not performed with reasonable care and skill. For business-to-business maintenance contracts, the 1982 Act and the Unfair Contract Terms Act 1977 provide the primary statutory framework.
A UK Maintenance Agreement template is an essential tool for any business providing or receiving maintenance services. It protects the service provider by clearly defining the scope of their obligations and limiting their exposure to liability; it protects the client by setting enforceable service levels and providing remedies for underperformance; and it provides a clear framework for the commercial relationship that reduces the risk of disputes.
The legal framework governing the Maintenance Agreement (UK) in United Kingdom draws on several key statutes and regulatory bodies. Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. The Competition and Markets Authority (CMA) enforces the Consumer Rights Act 2015. The Financial Conduct Authority (FCA) regulates financial services under the Financial Services and Markets Act 2000. The High Court of Justice has jurisdiction under the Senior Courts Act 1981. Parties executing a Maintenance Agreement (UK) in United Kingdom should confirm the document reflects current law, including any amendments enacted since the original drafting date. The Companies Act 2006 sets the foundational requirements.
When Do You Need a Maintenance Agreement (UK)?
A Maintenance Agreement is needed in any situation where one party agrees to provide ongoing maintenance, servicing, or repair services to another party in return for payment. The need for a formal written agreement (rather than relying on informal arrangements or verbal agreements) arises in a wide variety of circumstances.
For commercial property owners and landlords, a Maintenance Agreement is needed when engaging a facilities management company or maintenance contractor to look after a building or estate. Under the Landlord and Tenant Act 1985 and various regulatory regimes (including the Gas Safety (Installation and Use) Regulations 1998 and the Electrical Safety Standards in the Private Rented Sector (England) Regulations 2020), landlords have specific legal obligations to maintain gas appliances, electrical installations, and structural elements of residential properties. A Maintenance Agreement provides documentary evidence that these obligations are being discharged.
For businesses operating equipment or plant — such as manufacturing machinery, HVAC systems, fire suppression systems, lifts, or IT infrastructure — a Maintenance Agreement with a specialist service provider confirms that the equipment is kept in good working order, that planned preventive maintenance is carried out at required intervals, and that breakdowns are responded to promptly. Many insurance policies and manufacturer warranties require evidence of regular professional servicing as a condition of cover.
For IT and technology companies, a Maintenance Agreement (often called an IT Support Agreement or a Software Maintenance Agreement) is needed when providing ongoing technical support, system updates, security patching, or helpdesk services to business clients. Such agreements typically include service level agreements (SLAs) specifying response times, resolution targets, and escalation procedures.
A formal written Maintenance Agreement is particularly important where the maintenance work involves health and safety risk — for example, gas, electrical, or fire systems — as it provides a clear record of who is responsible for confirming compliance with applicable regulations.
What to Include in Your Maintenance Agreement (UK)
A properly drafted UK Maintenance Agreement should contain a number of key elements to confirm it is thorough, enforceable, and compliant with applicable law.
Party details: The agreement should clearly identify both the service provider and the client by their full legal names, registered addresses (and Companies House numbers where applicable), and the names of authorised representatives who will manage the contract on each side.
Scope of services: This is the most important commercial element of the agreement. It should describe in detail the equipment, property, or systems to be maintained; the specific maintenance tasks to be carried out; the frequency of planned preventive maintenance visits; and any services that are expressly excluded from the scope.
Service levels: The agreement should specify response times for reactive call-outs (for example, emergency, urgent, and routine categories), the target fix or resolution times, and the consequences of failing to meet these targets. Well-drafted SLAs include a service credit regime that provides the client with a financial remedy proportionate to the severity of the failure.
Commencement and term: The agreement should state when it comes into force, its initial duration, and the procedure for renewal. Many maintenance agreements run for an initial fixed term (for example, 12 or 24 months) with automatic annual renewal unless notice is given.
Charges and payment terms: The agreement should clearly set out the maintenance fee (whether a fixed annual sum, a monthly charge, or a schedule of rates), any call-out charges for reactive visits, the cost of parts and materials, and the invoicing and payment terms including any provision for annual price increases.
Liability and insurance: The agreement should address the allocation of liability between the parties, including any limitations or exclusions (subject to UCTA 1977 and CRA 2015 requirements), and should specify the minimum levels of public liability, employers' liability, and professional indemnity insurance to be maintained by the service provider.
Termination: The agreement should set out the circumstances in which either party may terminate, the notice period required, and the consequences of termination, including any provisions for the return of access keys, codes, or documentation.
Additional compliance elements for a Maintenance Agreement (UK) used in United Kingdom include: Under the Companies Act 2006, Companies House maintains the register of UK companies. Section 386 of the Companies Act 2006 sets accounting record obligations. The Competition and Markets Authority (CMA) enforces the Consumer Rights Act 2015. The Financial Conduct Authority (FCA) regulates financial services under the Financial Services and Markets Act 2000. The High Court of Justice has jurisdiction under the Senior Courts Act 1981. Forms-legal.com provides this template as a starting point for United Kingdom-compliant documentation.
Cite this page
Reference this free template in an article, syllabus, or research note:
Forms Legal. (2026). Maintenance Agreement (UK) (United Kingdom) [Legal document template]. Forms Legal. https://forms-legal.com/uk/business/contracts/maintenance-agreement-uk
"Maintenance Agreement (UK) (United Kingdom)." Forms Legal, 2026, https://forms-legal.com/uk/business/contracts/maintenance-agreement-uk.
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title = {Maintenance Agreement (UK) (United Kingdom)},
year = {2026},
howpublished = {\url{https://forms-legal.com/uk/business/contracts/maintenance-agreement-uk}},
note = {Free legal document template. Based on Companies Act 2006}
}Also available for these jurisdictions:
Frequently Asked Questions
Yes. A Maintenance Agreement is a legally binding contract under English law provided the basic requirements of contract formation are met: offer, acceptance, consideration, and an intention to create legal relations. The Supply of Goods and Services Act 1982 implies certain terms into every contract for the supply of services, including that the service provider must carry out the service with reasonable care and skill, within a reasonable time (if no time is agreed), and at a reasonable charge (if no price is agreed). Since 1 October 2015, the Consumer Rights Act 2015 replaced and updated these implied terms where the customer is a consumer. Where both parties are businesses, the original 1982 Act (as amended) continues to apply. It is important that the agreement clearly defines the scope of maintenance services, the service levels expected, and the procedure for reporting and rectifying defects, as any ambiguity may be resolved against the party who drafted the agreement under the contra proferentem rule.
A detailed UK Maintenance Agreement should include: the full names and addresses of both parties; a clear description of the equipment, property, or systems to be maintained; the scope of scheduled (planned preventive) maintenance and any reactive or emergency repair services; the frequency and timing of scheduled visits; response times and service level targets; the procedure for reporting faults and requesting call-outs; any exclusions from the maintenance scope; the contract price, payment terms, and any call-out charges; provisions for parts and materials (whether included in the price or charged separately); insurance and liability limitations; the term of the agreement and provisions for renewal or early termination; and a clause dealing with compliance with health and safety obligations, including the Health and Safety at Work etc. Act 1974 and any applicable regulations such as the Electricity at Work Regulations 1989 or Gas Safety (Installation and Use) Regulations 1998.
Yes, but with important restrictions. The Unfair Contract Terms Act 1977 (UCTA 1977) prevents businesses from excluding or restricting liability for death or personal injury caused by negligence (section 2(1)). For other types of loss (such as property damage or economic loss), liability can only be excluded or restricted to the extent that it is reasonable to do so in all the circumstances (section 2(2) and section 11). Where the customer is a consumer, the Consumer Rights Act 2015 (CRA 2015) imposes additional protections: terms that are unfair or create a significant imbalance between the parties will not be binding on the consumer. Both UCTA 1977 and CRA 2015 apply a reasonableness or fairness test to limitation and exclusion clauses. As a practical matter, maintenance providers typically include a cap on their total liability (often a multiple of the annual contract value) and exclude consequential losses, business interruption, and loss of profits, provided these exclusions satisfy the reasonableness test.
Planned preventive maintenance (PPM) refers to regularly scheduled inspections, servicing, and maintenance tasks carried out at agreed intervals to prevent equipment failure and prolong asset life. The schedule is typically agreed in the contract and may be mandated by statute or manufacturer recommendations (for example, annual gas boiler servicing under the Gas Safety (Installation and Use) Regulations 1998, or electrical testing under the Electrical Safety Standards in the Private Rented Sector (England) Regulations 2020). Reactive maintenance, by contrast, is carried out in response to a reported fault, breakdown, or failure. The Maintenance Agreement should specify response times for reactive call-outs — for example, emergency response within four hours, urgent response within 24 hours, and routine response within five working days. Service level agreements (SLAs) for reactive maintenance are an important commercial and legal protection for the customer, as they give rise to a contractual right to compensation or a remedy if the provider fails to meet the agreed response times.
A Maintenance Agreement can be terminated in several ways. First, by expiry — if the agreement is for a fixed term, it will automatically expire at the end of that term unless renewed. Second, by notice — either party may be entitled to terminate the agreement on giving notice (for example, 30 or 90 days' written notice). Third, for breach — if one party commits a material breach of the agreement and fails to remedy it within a specified cure period, the other party may be entitled to terminate immediately. Fourth, for insolvency — most commercial maintenance agreements include a termination right if the other party becomes insolvent, enters administration, or makes a voluntary arrangement with creditors. Under the Contracts (Rights of Third Parties) Act 1999, a third party who has the benefit of a maintenance obligation under the agreement may also have rights unless the agreement expressly excludes this. Any termination provisions should be clearly drafted to avoid disputes about whether a particular event justifies termination.
This template is provided for informational purposes only and does not constitute legal advice. Laws vary by jurisdiction and change over time. Consult a qualified attorney for advice specific to your situation.Full disclaimer
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